Whether IRCTC's Revised Menu Alters Original Contract With Arbitration Clause Is For Arbitrator To Decide, Falls Outside Court's Jurisdiction: Calcutta HC

Brief Facts:

The present petition has been filed under section 11(6) of the Arbitration Act seeking appointment of an Arbitrator.

M/S Doon's Caterers (Petitioner), a service provider, entered into a contract with the Indian Railway Catering and Tourism Corporation Limited (IRCTC/ Respondent) to provide meals, logistic support, and transportation based on a fixed menu. Subsequently, the Ministry of Railways, through a notification dated November 15, 2022, permitted IRCTC to customize the menu by including regional cuisines, seasonal delicacies, festival food, baby food, diabetic options, and health food.

Pursuant to this, IRCTC prepared an additional menu and circulated it to all General Managers of railway zones. Accordingly, the petitioner was required to provide meals as per the revised menu.

Contentions:

The Petitioner submitted that instruction to provide the additional menu was given to the petitioner. The bills were raised as the additional/revised menu was supplied by the petitioner as the service provider of IRCTC. The additional costs incurred for such menu which was not covered by the contract, should be paid.

Per contra, the Respondent submitted that the revised menu does not form part of the original contract. The arbitration clause would not govern the dispute arising out of the revised menu. The petitioner cannot challenge the policy of the Government to permit IRCTC to customize the menu.

Observations:

The court at the outset noted that according to the arbitration clause, all disputes are required to be referred to a sole arbitrator, with the venue of arbitration fixed at Kolkata. The clause further states that the Group General Manager, Kolkata, shall appoint the sole arbitrator upon request by either the service provider or IRCTC.

It further added that however, under the current legal framework, this appointment mechanism violates Section 12(5) of the Arbitration Act when read with the Fifth and Seventh Schedules, which prohibit unilateral appointments. Therefore, the petitioner has rightly approached the Court for the appointment of a sole arbitrator.

The court further opined that under the “Specification” section of Notice Inviting Tender (NIT), Clause (j) states that the supply schedule, i.e., the menu, is subject to change at the sole discretion of IRCTC/Railways, and IRCTC's decision would be binding. It is undisputed that IRCTC revised the menu based on the flexibility granted by the Ministry of Railways and instructed all General Managers of the zones to implement the modified menu.

It further noted that consequently, the petitioner, as the service provider, was also required to implement the revised menu. These facts, prima facie, suggest that the subsequent revision of the menu falls within the scope of the original contract. However, the question of arbitrability is left open for determination by the appointed arbitrator.

Accordingly, the present application was allowed.

Case Title: M/S Doon's Caterers Vs M/S Indian Railway Catering And Tourism Corporation Limited

Case Number :AP-COM/268/2025

Judgment Date: 08/04/2025

Ms. Kishwar Rahman, Adv. Mr. Prateek Kumar, Adv. Ms. Anugraha Sundas, Adv. …for the petitioner

Mr. Sarosij Dasgupta, Adv. Mr. Sabyasachi De, Adv. Ms. Afreen Begum, Adv. …for the respondent

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